Pearson plc – Workera Corp

WA-80050

Pearson plc, through NCS Pearson, Inc. (**NCS Pearson** and together with Pearson plc, **Pearson**), proposes to acquire Workera Corp (**Workera**) (the **Acquisition**). Pearson is a global provider of education, assessment and workforce learning products and services. In Australia, Pearson supplies educational content, digital learning products, assessment services, English language learning solutions, professional certification and licensure testing, and workforce skills solutions to education institutions, government bodies, employers, professionals and individual learners. Workera operates an AI-powered skills intelligence platform and provides skills assessment to enterprise customers. Pursuant to an Agreement and Plan of Merger, a newly formed, wholly-owned subsidiary of NCS Pearson will merge with and into Workera, with Workera surviving the merger and continuing as a wholly owned subsidiary of NCS Pearson.